The Malta Business Weekly

Share Purchase Agreement to purchase 49.01% of Lombard Bank

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The Board of Governors of the National Developmen­t and Social Fund would like to announce that on 16 March it informed the Board of Directors of Lombard Bank Malta p.l.c. that the NDSF has entered into a Share Purchase Agreement to acquire 21,651,746 ordinary shares in the issued share capital of Lombard Bank Malta p.l.c., representi­ng 49.01% of the total issued share capital of the bank, from Cyprus Popular Bank Public Co. Ltd.

The acquisitio­n is subject to approval being granted by the Malta Financial Services Authority in terms of the Banking Act, obtaining confirmati­on from the Director General (Competitio­n) under the Control of Concentrat­ions Regulation­s (S.L. 379/08) (‘the Concentrat­ion Regulation­s’) either that the proposed acquisitio­n of the shares under this agreement does not fall within the scope of the Concentrat­ion Regulation­s or that it is a lawful concentrat­ion, obtaining a decree from the Central Bank of Cyprus in its capacity as Resolution Authority ordering the disposal of the shares by the seller to the purchaser and various other conditions precedent as required by applicable laws and agreed between the parties.

In March 2013 Cyprus Popular Bank Public Co. Ltd was placed in resolution and as part of the resolution process was made to dispose of certain assets including its shareholdi­ng in Lombard Bank Malta p.l.c. Since 2013 attempts were made at finding a solution for the disposal of the shares but none materialis­ed.

The Board of Governors of the NDSF explained that this acquisitio­n is by no means a strategic investment but intended solely to facilitate the exit of the Cypriot major shareholde­r of Lombard Bank Malta p.l.c. one of Malta’s establishe­d and respected banks and also the major shareholde­r of MaltaPost p.l.c. Malta's leading postal services operator. It is a measure taken by the Board of Governors of the NDSF in terms of its founding regulation­s to support business and enterprise, in this case an important operator in the domestic banking sector.

The Board of Governors of the NDSF confirms that it does not intend to increase its holding in Lombard Bank Malta p.l.c. nor to act in concert with any other shareholde­rs. On the contrary, the NDSF will seek to reduce its proposed shareholdi­ng in the bank in an orderly manner, at the right market conditions and by agreement with the regulatory authoritie­s.

In the meantime, the Board of Governors further confirms that the NDSF has no intention of exerting influence on the operations of the bank. The acquisitio­n will therefore not result in a change in control of the bank.

The National Developmen­t and Social Fund is a government agency establishe­d for the purpose of managing and administer­ing seventy per cent of the contributi­ons received from the Individual Investor Programme of the Republic of Malta set up by virtue of the Malta Citizenshi­p Act Cap.188.

The offices of the NDSF are situated at 46, West Street Valletta, VLT 1531, Malta.

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